UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
Date of Report (Date of earliest event reported): August 10, 2026 |
The Beachbody Company, Inc.
(Exact name of Registrant as Specified in Its Charter)
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|
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|
Delaware |
001-39735 |
85-3222090 |
(State or Other Jurisdiction
of Incorporation) |
(Commission File Number) |
(IRS Employer
Identification No.) |
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|
|
400 Continental Blvd Floor 6 |
|
El Segundo, California |
|
90245 |
(Address of Principal Executive Offices) |
|
(Zip Code) |
|
Registrant’s Telephone Number, Including Area Code: (310) 883-9000 |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s) |
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Name of each exchange on which registered
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Class A Common Stock, par value $0.0001 per share |
|
BODI |
|
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and is not to be incorporated by reference into any filing by The Beachbody Company, Inc. (the “Company”), under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language contained in such filing, unless otherwise expressly stated in such filing.
Item 2.02 Results of Operations and Financial Condition.
On August 10, 2026, the Company announced its financial results for the quarter ended June 30, 2026. A copy of the Company’s press release announcing its financial results and certain other information is attached as Exhibit 99.1 to this report.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press release dated August 10, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
Beachbody (BODi) Reports Second Quarter Financial Results
Net Income and Operating Income Reported for Fourth Consecutive Quarter
Net Income and Adjusted EBITDA Exceed High End of Guidance
Revenue Exceeds Mid-Point of Guidance
Eleventh Consecutive Quarter of Positive Adjusted EBITDA
El Segundo, Calif. (August 10, 2026) – The Beachbody Company, Inc. (NASDAQ: BODi) (“BODi” or the “Company”), the proactive wellness company delivering nutrition, supplements, and proven fitness programs that help people take control of their health inside and out, today announced financial results for its second quarter ended June 30, 2026.
“Q2 marks our fourth consecutive quarter of net income and operating income, further validating the strength of our transformed business model,” said Carl Daikeler, co-founder and BODi’s Chief Executive Officer. “We’re continuing to build out our omni-channel nutrition strategy, bringing iconic brands like P90X and Shakeology to retail while expanding our direct-to-consumer reach. With our broad range of nutritional supplements, we can acquire nutrition customers efficiently and seamlessly migrate them to our digital fitness platform, delivering the total solution that has always driven our best customer results.”
“Our second quarter results mark our eleventh consecutive quarter of positive Adjusted EBITDA and our fourth consecutive quarter of double-digit Adjusted EBITDA margins, a clear sign that the operational discipline we’ve built into this business is durable,” said Mark Goldston, BODi’s Executive Chairman. “With our high gross margins, a dramatically lowered breakeven point, and a strong balance sheet, we have the financial flexibility to fund our omni channel expansion and innovation pipeline while continuing to capitalize on significant growth opportunities. We were also pleased to announce that on August 3, 2026 we amended our credit agreement to a more flexible covenant structure, which reflects our lender's continued confidence in the long-term trajectory of our business.”
Second Quarter 2026 Results
•Total revenue was $49.6 million compared to $63.9 million in the prior year period.
oDigital revenue was $31.2 million compared to $39.7 million in the prior year period and digital subscriptions totaled 0.76 million in the second quarter.
oNutrition and Other revenue was $18.5 million compared to $24.2 million in the prior year period and nutritional subscriptions totaled 0.07 million in the second quarter.
oConnected Fitness revenue was $0.0 million compared to $0.1 million in the prior year period as we ceased the sale of bike inventory in the first quarter of 2025.
•Gross margin was 72.0% compared to 72.3% in the prior year period.
•Total operating expenses were $34.1 million compared to $50.2 million in the prior year period, which included $2.5 million of restructuring related costs.
•Operating income improved by $5.6 million to $1.7 million, the Company's fourth consecutive quarter of operating income, compared to an operating loss of $4.0 million in the prior year period.
•Net income was $1.4 million, the Company's fourth consecutive quarter of net income, compared to a net loss of $5.9 million in the prior year period, which included $2.5 million of restructuring related costs.
•Adjusted EBITDA1 was $6.7 million compared to $4.6 million in the prior year period.
•Adjusted net income1 was $0.9 million compared to a loss of $2.8 million in the prior year period.
•Cash used in operating activities for the six months ended June 30, 2026 was $4.3 million compared to cash provided by operating activities of $6.6 million in the prior year period, and cash used in investing activities was $1.4 million compared to cash used in investing activities of $2.5 million in the prior year period. Free cash flow1 was $(5.7) million compared to $4.1 million in the prior year period.
1Definitions of (1) Adjusted EBITDA, (2) adjusted net income (loss), (3) free cash flow and (4) net cash position, and reconciliations to the comparable GAAP metrics, are at the end of this release.
Key Operational and Business Metrics
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For the Three Months Ended June 30, |
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For the Six Months Ended June 30, |
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2026 |
2025 |
Change v 2025 |
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2026 |
2025 |
Change v 2025 |
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Digital Subscriptions (in millions) |
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0.76 |
0.94 |
(19.1%) |
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0.76 |
0.94 |
(19.1%) |
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Nutritional Subscriptions (in millions) |
|
0.07 |
0.07 |
0.0% |
|
0.07 |
0.07 |
0.0% |
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Total Subscriptions (in millions) |
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0.83 |
1.01 |
(17.8%) |
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0.83 |
1.01 |
(17.8%) |
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Average Digital Retention |
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96.1% |
96.7% |
(60bps) |
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96.0% |
96.8% |
(80bps) |
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Total Streams (in millions) |
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15.2 |
18.0 |
(15.6%) |
|
33.1 |
38.8 |
(14.8%) |
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DAU/MAU |
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31.9% |
31.4% |
50bps |
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32.5% |
32.0% |
50bps |
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Connected Fitness Units Delivered (in thousands) |
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— |
— |
—% |
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— |
1.5 |
(100.0%) |
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Digital |
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$31.2 |
$39.7 |
(21.5%) |
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$64.7 |
$82.6 |
(21.7%) |
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Nutrition & Other |
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$18.5 |
$24.2 |
(23.7%) |
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$39.2 |
$52.8 |
(25.8%) |
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Connected Fitness |
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$— |
$0.1 |
(100.0%) |
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$— |
$0.9 |
(100.0%) |
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Revenue (in millions) |
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$49.6 |
$63.9 |
(22.4%) |
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$103.9 |
$136.3 |
(23.8%) |
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Net Income (loss) (in millions) |
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$1.4 |
($5.9) |
NM |
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$3.7 |
($11.6) |
NM |
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Adjusted Net Income (loss) (in millions) |
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$0.9 |
($2.8) |
NM |
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$3.4 |
($7.9) |
NM |
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Adjusted EBITDA (in millions) |
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$6.7 |
$4.6 |
45.7% |
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$14.6 |
$8.3 |
75.9% |
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NM: Not Meaningful
Outlook for The Third Quarter of 2026
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Outlook For Quarter Ending September 30, 2026 |
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Low |
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High |
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(in millions) |
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Revenue |
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$ |
44 |
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$ |
48 |
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Net Income (Loss)(1) |
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$ |
(3 |
) |
$ |
— |
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Adjusted Net Income (Loss)(1) |
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$ |
(3 |
) |
$ |
— |
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Adjustments: |
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Depreciation |
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$ |
1 |
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$ |
1 |
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Amortization of Content Assets |
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$ |
2 |
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$ |
2 |
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Interest Expense |
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$ |
1 |
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$ |
1 |
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Equity-Based Compensation |
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$ |
2 |
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$ |
2 |
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Total Adjustments |
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$ |
6 |
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$ |
6 |
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Adjusted EBITDA |
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$ |
3 |
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$ |
6 |
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(1)A reconciliation between the outlook of net income (loss) and the outlook for adjusted net income (loss) has not been provided given the inability to forecast certain reconciling items without unreasonable efforts. In particular the outlook for net income (loss) and adjusted net income (loss) does not include the change in fair value of warrant liabilities as that is significantly impacted by the
change in the Company's stock price which cannot be estimated and other potential reconciling items such as impairment of goodwill that are not normal, recurring operating activities that cannot be reasonably forecasted.
Conference Call and Webcast Information
BODi will host a conference call at 5:00pm ET on Monday, August 10, 2026, to discuss its financial results and matters other than past results, such as guidance. To participate in the live call, please dial (833) 461-5787 (U.S. & Canada) and provide the conference identification number: 309733825. The conference call will also be available to interested parties through a live webcast at https://investors.thebeachbodycompany.com/.
After the conference call, a webcast replay will remain available on the investor relations section of the Company’s website for one year.
About BODi and The Beachbody Company, Inc.
BODi is the proactive wellness company delivering nutrition, supplements, and proven fitness programs that help people take control of their health inside and out. With nearly three decades of experience, BODi, formerly Beachbody, has evolved from a leader in home fitness into a comprehensive health and fitness ecosystem designed to help people achieve their goals and lead healthier, more fulfilling lives. Anchored by science-backed nutrition solutions like Shakeology and supported by its portfolio of proven fitness and habit-building programs, including P90X and INSANITY, BODi is creating a more accessible and effective path to long-term health. Since its inception, BODi has supported more than 30 million customers in achieving lasting results. The company continues to innovate across nutrition and digital fitness to deliver simple, proven solutions for modern lifestyles. For more information, please visit TheBeachBodyCompany.com.
Safe Harbor Statement
This press release of The Beachbody Company, Inc. (“we,” “us,” “our,” and similar terms) contains "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are statements other than statements of historical facts and statements in future tense. These statements include but are not limited to, statements regarding our future performance and our market opportunity, including expected financial results for the third quarter and full year, our business strategy, our plans, and our objectives and future operations.
Forward-looking statements are based upon various estimates and assumptions, as well as information known to us as of the date hereof, and are subject to risks and uncertainties. Accordingly, actual results could differ materially due to a variety of factors, including: our ability to effectively compete in the fitness and nutrition industries; our ability to successfully acquire and integrate new operations; our reliance on a few key products; market conditions and global and economic factors beyond our control; intense competition and competitive pressures from other companies worldwide in the industries in which we operate; and litigation and the ability to adequately protect our intellectual property rights. You can identify these statements by the use of terminology such as "believe", “plans”, "expect", "will", "should," "could", "estimate", "anticipate" or similar forward-looking terms. You should not rely on these forward-looking statements as they involve risks and uncertainties that may cause actual results to vary materially from the forward-looking statements. For more information regarding the risks and uncertainties that could cause actual results to differ materially from those expressed or implied in these forward-looking statements, as well as risks relating to our business in general, we refer you to the "Risk Factors" section of our Securities and Exchange Commission (SEC) filings, including those risks and uncertainties included in the Form 10-K filed with the SEC on March 10, 2026 and any subsequent Quarterly Reports on Form 10-Q or Current Reports on Form 8-K, which are available on the Investor Relations page of our website at https://investors.thebeachbodycompany.com and on the SEC's website at www.sec.gov.
All forward-looking statements contained herein are based on information available to us as of the date hereof and you should not rely upon forward-looking statements as predictions of future events. The events and circumstances reflected in the forward-looking statements may not be achieved or occur. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, performance, or achievements. We undertake no obligation to update any of these forward-looking statements for any reason after the date of this press release or to conform these statements to actual results or revised expectations, except as required by law. Undue reliance should not be placed on forward-looking statements.
The Beachbody Company, Inc.
Condensed Consolidated Balance Sheets
(in thousands, except share and per share data)
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June 30, |
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December 31, |
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2026 |
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2025 |
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(unaudited) |
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Assets |
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Current assets: |
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Cash and cash equivalents (restricted cash of $0.1 million at June 30, 2026 and December 31, 2025, respectively) |
|
$ |
32,389 |
|
|
$ |
39,017 |
|
Restricted short-term investments |
|
|
4,250 |
|
|
|
4,250 |
|
Inventory |
|
|
12,570 |
|
|
|
9,410 |
|
Prepaid expenses |
|
|
4,995 |
|
|
|
6,823 |
|
Other current assets |
|
|
3,202 |
|
|
|
4,338 |
|
Total current assets |
|
|
57,406 |
|
|
|
63,838 |
|
Property and equipment, net |
|
|
5,815 |
|
|
|
8,523 |
|
Content assets, net |
|
|
5,452 |
|
|
|
6,292 |
|
Goodwill |
|
|
65,166 |
|
|
|
65,166 |
|
Right-of-use assets, net |
|
|
1,224 |
|
|
|
1,625 |
|
Other assets |
|
|
1,446 |
|
|
|
1,591 |
|
Total assets |
|
$ |
136,509 |
|
|
$ |
147,035 |
|
Liabilities and Stockholders’ Equity |
|
|
|
|
|
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Current liabilities: |
|
|
|
|
|
|
Accounts payable |
|
$ |
6,839 |
|
|
$ |
5,304 |
|
Accrued expenses |
|
|
13,091 |
|
|
|
18,408 |
|
Deferred revenue |
|
|
48,785 |
|
|
|
56,866 |
|
Current portion of lease liabilities |
|
|
796 |
|
|
|
1,036 |
|
Current portion of Term Loan |
|
|
2,125 |
|
|
|
1,062 |
|
Other current liabilities |
|
|
1,351 |
|
|
|
3,920 |
|
Total current liabilities |
|
|
72,987 |
|
|
|
86,596 |
|
Term Loan |
|
|
21,440 |
|
|
|
22,564 |
|
Long-term lease liabilities, net |
|
|
511 |
|
|
|
738 |
|
Other liabilities |
|
|
4,381 |
|
|
|
5,817 |
|
Total liabilities |
|
|
99,319 |
|
|
|
115,715 |
|
Stockholders’ equity: |
|
|
|
|
|
|
Preferred stock, $0.0001 par value; 100,000,000 shares
authorized, none issued and outstanding at June 30, 2026
and December 31, 2025 |
|
|
— |
|
|
|
— |
|
Common stock, $0.0001 par value, 1,900,000,000 shares
authorized (1,600,000,000 Class A, 200,000,000 Class X and
100,000,000 Class C); |
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Class A: 4,554,406 and 4,450,721 shares issued and
outstanding at June 30, 2026 and December 31,
2025, respectively; |
|
|
1 |
|
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|
1 |
|
Class X: 2,729,003 shares issued and outstanding
at June 30, 2026 and December 31, 2025,
respectively; |
|
|
1 |
|
|
|
1 |
|
Class C: no shares issued and outstanding at
June 30, 2026 and December 31, 2025 |
|
|
— |
|
|
|
— |
|
Additional paid-in capital |
|
|
679,931 |
|
|
|
677,743 |
|
Accumulated deficit |
|
|
(642,708 |
) |
|
|
(646,378 |
) |
Accumulated other comprehensive loss |
|
|
(35 |
) |
|
|
(47 |
) |
Total stockholders’ equity |
|
|
37,190 |
|
|
|
31,320 |
|
Total liabilities and stockholders’ equity |
|
$ |
136,509 |
|
|
$ |
147,035 |
|
The Beachbody Company, Inc.
Unaudited Condensed Consolidated Statements of Operations
(in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Three months ended June 30, |
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|
Six months ended June 30, |
|
|
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
|
|
|
|
|
|
|
|
|
|
|
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Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
Digital |
|
$ |
31,158 |
|
|
$ |
39,693 |
|
|
$ |
64,720 |
|
|
$ |
82,604 |
|
Nutrition and other |
|
|
18,455 |
|
|
|
24,172 |
|
|
|
39,177 |
|
|
|
52,825 |
|
Connected fitness |
|
|
— |
|
|
|
76 |
|
|
|
— |
|
|
|
875 |
|
Total revenue |
|
|
49,613 |
|
|
|
63,941 |
|
|
|
103,897 |
|
|
|
136,304 |
|
Cost of revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
Digital |
|
|
4,030 |
|
|
|
4,893 |
|
|
|
8,260 |
|
|
|
11,104 |
|
Nutrition and other |
|
|
9,837 |
|
|
|
11,740 |
|
|
|
20,892 |
|
|
|
25,191 |
|
Connected fitness |
|
|
— |
|
|
|
1,070 |
|
|
|
— |
|
|
|
2,222 |
|
Total cost of revenue |
|
|
13,867 |
|
|
|
17,703 |
|
|
|
29,152 |
|
|
|
38,517 |
|
Gross profit |
|
|
35,746 |
|
|
|
46,238 |
|
|
|
74,745 |
|
|
|
97,787 |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Selling and marketing |
|
|
15,634 |
|
|
|
25,528 |
|
|
|
34,393 |
|
|
|
56,498 |
|
Enterprise technology and development |
|
|
9,884 |
|
|
|
10,611 |
|
|
|
19,291 |
|
|
|
23,207 |
|
General and administrative |
|
|
8,560 |
|
|
|
11,571 |
|
|
|
16,279 |
|
|
|
23,228 |
|
Restructuring |
|
|
— |
|
|
|
2,492 |
|
|
|
— |
|
|
|
2,492 |
|
Total operating expenses |
|
|
34,078 |
|
|
|
50,202 |
|
|
|
69,963 |
|
|
|
105,425 |
|
Operating income (loss) |
|
|
1,668 |
|
|
|
(3,964 |
) |
|
|
4,782 |
|
|
|
(7,638 |
) |
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
Loss on debt extinguishment |
|
|
— |
|
|
|
(2,166 |
) |
|
|
— |
|
|
|
(2,166 |
) |
Change in fair value of warrant liabilities |
|
|
519 |
|
|
|
1,558 |
|
|
|
328 |
|
|
|
869 |
|
Interest expense |
|
|
(1,009 |
) |
|
|
(1,268 |
) |
|
|
(2,023 |
) |
|
|
(2,833 |
) |
Other income, net |
|
|
324 |
|
|
|
41 |
|
|
|
733 |
|
|
|
266 |
|
Income (loss) before income taxes |
|
|
1,502 |
|
|
|
(5,799 |
) |
|
|
3,820 |
|
|
|
(11,502 |
) |
Income tax provision |
|
|
(118 |
) |
|
|
(101 |
) |
|
|
(150 |
) |
|
|
(146 |
) |
Net income (loss) |
|
$ |
1,384 |
|
|
$ |
(5,900 |
) |
|
$ |
3,670 |
|
|
$ |
(11,648 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) per common share, basic (1) |
|
$ |
0.19 |
|
|
$ |
(0.85 |
) |
|
$ |
0.51 |
|
|
$ |
(1.68 |
) |
Net income (loss) per common share, diluted (1) |
|
$ |
0.11 |
|
|
$ |
(0.85 |
) |
|
$ |
0.47 |
|
|
$ |
(1.68 |
) |
Weighted-average common shares outstanding, basic |
|
|
7,182 |
|
|
|
6,951 |
|
|
|
7,148 |
|
|
|
6,917 |
|
Weighted-average common shares outstanding, diluted |
|
|
7,905 |
|
|
|
6,951 |
|
|
|
7,696 |
|
|
|
6,917 |
|
(1) In computing basic and diluted net income per common share, net income is reduced by the amount of undistributed net income allocated to participating securities other than common shares, as required under the two-class method. In computing the diluted net income per share, net income is adjusted for the change in fair value of warrant liabilities for warrants that are dilutive.
The Beachbody Company, Inc.
Unaudited Condensed Consolidated Statements of Cash Flows
(in thousands)
|
|
|
|
|
|
|
|
|
|
|
Six months ended June 30, |
|
|
|
2026 |
|
|
2025 |
|
|
|
|
|
|
|
|
Cash flows from operating activities: |
|
|
|
|
|
|
Net income (loss) |
|
$ |
3,670 |
|
|
$ |
(11,648 |
) |
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: |
|
|
|
|
|
|
Depreciation and amortization expense |
|
|
4,174 |
|
|
|
4,910 |
|
Amortization of content assets |
|
|
2,669 |
|
|
|
5,018 |
|
Provision for inventory |
|
|
829 |
|
|
|
559 |
|
Change in fair value of warrant liabilities |
|
|
(328 |
) |
|
|
(869 |
) |
Equity-based compensation |
|
|
2,403 |
|
|
|
3,741 |
|
Amortization of debt issuance costs |
|
|
364 |
|
|
|
1,119 |
|
Paid-in-kind interest expense |
|
|
— |
|
|
|
218 |
|
Loss on debt extinguishment |
|
|
— |
|
|
|
2,166 |
|
Change in lease assets |
|
|
400 |
|
|
|
523 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
Inventory |
|
|
(3,990 |
) |
|
|
4,340 |
|
Content assets |
|
|
(1,829 |
) |
|
|
(1,290 |
) |
Prepaid expenses |
|
|
1,828 |
|
|
|
4,348 |
|
Other assets |
|
|
1,361 |
|
|
|
18,497 |
|
Accounts payable |
|
|
1,531 |
|
|
|
(4,647 |
) |
Accrued expenses |
|
|
(5,309 |
) |
|
|
(4,906 |
) |
Deferred revenue |
|
|
(8,946 |
) |
|
|
(12,360 |
) |
Other liabilities |
|
|
(3,109 |
) |
|
|
(3,139 |
) |
Net cash (used in) provided by operating activities |
|
|
(4,282 |
) |
|
|
6,580 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
Purchase of property and equipment |
|
|
(1,444 |
) |
|
|
(2,511 |
) |
Net cash used in investing activities |
|
|
(1,444 |
) |
|
|
(2,511 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
Proceeds from exercise of stock options |
|
|
98 |
|
|
|
47 |
|
Debt borrowings |
|
|
— |
|
|
|
25,000 |
|
Debt repayments |
|
|
— |
|
|
|
(22,582 |
) |
Proceeds from issuance of common shares in the Employee Stock Purchase Plan |
|
|
95 |
|
|
|
78 |
|
Tax withholding payments for vesting of restricted stock |
|
|
(408 |
) |
|
|
(215 |
) |
Payment of debt issuance costs |
|
|
(425 |
) |
|
|
(1,543 |
) |
Net cash (used in) provided by financing activities |
|
|
(640 |
) |
|
|
785 |
|
Effect of exchange rates on cash, cash equivalents, and restricted cash |
|
|
(262 |
) |
|
|
520 |
|
Net (decrease) increase in cash, cash equivalents, and restricted cash |
|
|
(6,628 |
) |
|
|
5,374 |
|
Cash, cash equivalents and restricted cash, beginning of period |
|
|
39,017 |
|
|
|
20,187 |
|
Cash, cash equivalents, and restricted cash, end of period |
|
$ |
32,389 |
|
|
$ |
25,561 |
|
Supplemental disclosure of cash flow information: |
|
|
|
|
|
|
Cash paid during the period for interest |
|
$ |
1,656 |
|
|
$ |
900 |
|
Cash received during the year for US Federal income taxes |
|
$ |
— |
|
|
$ |
(324 |
) |
Cash paid during the year for Texas GMT income taxes |
|
|
69 |
|
|
|
73 |
|
Cash (received) paid during the year for UK income taxes |
|
|
(4 |
) |
|
|
16 |
|
Cash paid during the year for Canada income taxes |
|
|
11 |
|
|
|
19 |
|
Cash paid during the year for income taxes from other jurisdictions |
|
|
14 |
|
|
|
21 |
|
Supplemental disclosure of noncash investing activities: |
|
|
|
|
|
|
Property and equipment acquired but not yet paid for |
|
$ |
302 |
|
|
$ |
481 |
|
Supplemental disclosure of noncash financing activities: |
|
|
|
|
|
|
Debt issuance costs, accrued but not paid |
|
|
— |
|
|
|
238 |
|
The Beachbody Company, Inc.
Non GAAP Information
Adjusted EBITDA
We use Adjusted EBITDA, which is a non-GAAP performance measure, to supplement our results presented in accordance with accounting principles generally accepted in the United States of America ("GAAP"). We believe Adjusted EBITDA is useful in evaluating our operating performance, as it is similar to measures reported by our public competitors and is regularly used by security analysts, institutional investors, and other interested parties in analyzing operating performance and prospects. Adjusted EBITDA is not intended to be a substitute for any GAAP financial measure and, as calculated, may not be comparable to other similarly titled measures of performance of other companies in other industries or within the same industry.
We define and calculate Adjusted EBITDA as net income (loss) adjusted for depreciation and amortization, amortization of capitalized cloud computing implementation costs, amortization of content assets, interest expense, income tax provision, equity-based compensation, restructuring costs, and other items that are not normal, recurring, operating expenses necessary to operate the Company’s business as described in the reconciliation below.
We include this non-GAAP financial measure because it is used by management to evaluate BODi’s core operating performance and trends and to make strategic decisions regarding the allocation of capital and new investments. Adjusted EBITDA excludes certain expenses that are required in accordance with GAAP because they are non-cash (for example, in the case of depreciation and amortization and equity-based compensation) or are not related to our underlying business performance (for example, in the case of restructuring costs, interest income and expense).
The table below presents our Adjusted EBITDA reconciled to our net income (loss), the closest GAAP measure, for the periods indicated:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended June 30, |
|
|
Six months ended June 30, |
|
(in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
1,384 |
|
|
$ |
(5,900 |
) |
|
$ |
3,670 |
|
|
$ |
(11,648 |
) |
Adjusted for: |
|
|
|
|
|
|
|
|
|
|
|
|
Loss on debt extinguishment (1) |
|
|
— |
|
|
|
2,166 |
|
|
|
— |
|
|
|
2,166 |
|
Depreciation and amortization |
|
|
1,946 |
|
|
|
2,022 |
|
|
|
4,174 |
|
|
|
4,910 |
|
Amortization of capitalized cloud computing implementation costs |
|
|
347 |
|
|
|
38 |
|
|
|
384 |
|
|
|
75 |
|
Amortization of content assets |
|
|
1,300 |
|
|
|
2,289 |
|
|
|
2,669 |
|
|
|
5,018 |
|
Interest expense |
|
|
1,009 |
|
|
|
1,268 |
|
|
|
2,023 |
|
|
|
2,833 |
|
Income tax provision |
|
|
118 |
|
|
|
101 |
|
|
|
150 |
|
|
|
146 |
|
Equity-based compensation (2) |
|
|
1,285 |
|
|
|
2,015 |
|
|
|
2,403 |
|
|
|
3,741 |
|
Restructuring (3) |
|
|
— |
|
|
|
2,492 |
|
|
|
— |
|
|
|
2,492 |
|
Change in fair value of warrant liabilities |
|
|
(519 |
) |
|
|
(1,558 |
) |
|
|
(328 |
) |
|
|
(869 |
) |
Non-operating (4) |
|
|
(219 |
) |
|
|
(301 |
) |
|
|
(535 |
) |
|
|
(519 |
) |
Adjusted EBITDA |
|
$ |
6,651 |
|
|
$ |
4,632 |
|
|
$ |
14,610 |
|
|
$ |
8,345 |
|
1 The three and six months ended June 30, 2025 represents the loss related to the $17.3 million debt extinguishment that the Company made on May 13, 2025.
2 Includes benefits due to the modification of stock awards of approximately zero and $0.9 million for the three and six months ended June 30, 2025, respectively.
3 Includes post-Pivot restructuring expenses, primarily termination benefits, of $2.5 million for the three and six months ended June 30, 2025.
4 Primarily includes interest income.
Adjusted Net Income (Loss)
We use adjusted net income (loss), which is a non-GAAP performance measure, to supplement our results presented in accordance with GAAP. We believe adjusted net income (loss) is useful in evaluating our operating performance, as it is similar to measures reported by our public competitors and is regularly used by security analysts, institutional investors, and other interested parties in
analyzing operating performance and prospects. Adjusted net income (loss) is not intended to be a substitute for any GAAP financial measure and, as calculated, may not be comparable to other similarly titled measures of performance of other companies in other industries or within the same industry.
We define and calculate adjusted net income (loss) as net income (loss) adjusted for impairment of goodwill, restructuring costs, the change in fair value of warrant liabilities, and other items that are not normal, recurring operating activities necessary to operate the Company's business, and the tax impact of the adjustments as described in the reconciliation below.
We include this non-GAAP financial measure because it is used by management to evaluate BODi’s core operating performance and trends and to make strategic decisions regarding the allocation of capital and new investments. Adjusted net income (loss) excludes certain expenses that are required in accordance with GAAP because they are non-cash (for example, in the case of impairment of goodwill and the change in fair value of warrant liabilities) or are not related to our underlying business performance (for example, in the case of restructuring costs).
The table below presents our adjusted net income (loss) reconciled to our net income (loss), the closest GAAP measure, for the periods indicated:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, |
|
|
Six months ended June 30, |
|
(in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
Net income (loss) |
|
$ |
1,384 |
|
|
$ |
(5,900 |
) |
|
$ |
3,670 |
|
|
$ |
(11,648 |
) |
Adjusted for: |
|
|
|
|
|
|
|
|
|
|
|
|
Loss on debt extinguishment (1) |
|
|
— |
|
|
|
2,166 |
|
|
|
— |
|
|
|
2,166 |
|
Restructuring (2) |
|
|
— |
|
|
|
2,492 |
|
|
|
— |
|
|
|
2,492 |
|
Change in fair value of warrant liabilities |
|
|
(519 |
) |
|
|
(1,558 |
) |
|
|
(328 |
) |
|
|
(869 |
) |
Tax impact of adjustment (3) |
|
|
20 |
|
|
|
(39 |
) |
|
|
13 |
|
|
|
(48 |
) |
Adjusted net income (loss) |
|
$ |
885 |
|
|
$ |
(2,839 |
) |
|
$ |
3,355 |
|
|
$ |
(7,907 |
) |
(1) The three and six months ended June 30, 2025 represents the loss related to the $17.3 million debt extinguishment that the Company made on May 13, 2025.
(2) Includes post-Pivot restructuring expenses, primarily termination benefits, of $2.5 million for the three and six months ended June 30, 2025.
(3) Tax impact calculated using the annual effective tax rate.
Net Cash Position
We use net cash position, which is a non-GAAP liquidity measure, to supplement our liquidity as presented in accordance with GAAP. We believe that net cash position is useful in viewing our liquidity, as it is similar to measures reported by our public competitors and is regularly used by security analysts, institutional investors, and other interested parties in analyzing liquidity. Net cash position is not intended to be a substitute for GAAP financial measures and, as calculated may not be comparable to other similarly titled measures of liquidity for other companies in other industries or within the same industry.
The table below presents our net cash position, which is our cash and cash equivalents less the debt on our balance sheet for the periods indicated:
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
December 31, |
|
(in thousands) |
|
2026 |
|
|
2025 |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
32,389 |
|
|
$ |
39,017 |
|
Less: |
|
|
|
|
|
|
Current portion of Term Loan |
|
|
2,125 |
|
|
|
1,062 |
|
Term Loan |
|
|
21,440 |
|
|
|
22,564 |
|
Net cash position |
|
$ |
8,824 |
|
|
$ |
15,391 |
|
|
|
|
|
|
|
|
Free Cash Flow
We use free cash flow, which is a non-GAAP liquidity measure, to supplement our cash provided by (used in) operating activities as presented in accordance with GAAP. We believe that free cash flow is useful in evaluating our liquidity, as it is similar to measures
reported by our public competitors and is regularly used by security analysts, institutional investors, and other interested parties in analyzing liquidity. Free cash flow is not intended to be a substitute for GAAP financial measures and, as calculated may not be comparable to other similarly titled measures of liquidity for other companies in other industries or within the same industry.
The table below presents our free cash flow, which is our net cash provided by operating activities less cash used for the purchase of property and equipment for the periods indicated:
|
|
|
|
|
|
|
|
|
|
|
Six months ended June 30, |
|
(in thousands) |
|
2026 |
|
|
2025 |
|
|
|
|
|
|
|
|
Net cash (used in) provided by operating activities |
|
$ |
(4,282 |
) |
|
$ |
6,580 |
|
Less: |
|
|
|
|
|
|
Cash used in the purchase of property and equipment |
|
|
1,444 |
|
|
|
2,511 |
|
Free cash flow |
|
$ |
(5,726 |
) |
|
$ |
4,069 |
|
|
|
|
|
|
|
|
Investor Relations
IR@BODi.com
